Rain Therapeutics Announces $50 Million Registered Offering of Common Stock
04 Novembro 2022 - 9:00AM
Rain Therapeutics Inc. (NasdaqGS: RAIN) (Rain), a late-stage
biotechnology company developing precision oncology therapeutics,
today announced the pricing of a registered offering of 6,861,080
shares of common stock and 1,715,250 shares of non-voting common
stock. The shares are being sold at an offering price of $5.83 per
share, which is priced at the closing price on Nasdaq for Rain’s
common stock on November 3, 2022. The shares of non-voting common
stock are convertible into an equal number of shares of common
stock, subject to beneficial ownership limitations. The gross
proceeds to Rain, before deducting the underwriting discounts and
commissions and estimated offering expenses, are expected to be
approximately $50 million. The offering is expected to close on or
about November 8, 2022, subject to customary closing conditions.
Rain has granted the underwriters a 30-day overallotment option to
purchase up to 1,286,449 additional shares of common stock at the
offering price, less underwriting discounts and commissions.
Leading life science investors are participating
in the offering, including Deerfield Management Company, Adage
Capital Partners LP, BVF Partners L.P., Boxer Capital, Janus
Henderson Investors, Cormorant Asset Management, and Samsara
BioCapital.
Guggenheim Securities, LLC is acting as sole
book-running manager for the offering and H.C. Wainwright & Co.
and JonesTrading Institutional Services LLC are acting as co-lead
managers for the offering.
Rain intends to use the net proceeds from this
offering for clinical development of pipeline candidates,
commercial launch preparation, working capital and general
corporate purposes.
A shelf registration statement on Form S-3 (File
No. 333-265297) relating to the offering of the securities
described above was filed with the Securities and Exchange
Commission (“SEC”) and declared effective on June 6, 2022. The
offering is being made only by means of a prospectus, including a
prospectus supplement, forming a part of an effective registration
statement. A final prospectus supplement and accompanying
prospectus relating to the shares of common stock being offered
will be filed with the SEC. Electronic copies of the final
prospectus supplement and accompanying prospectus may be obtained,
when available, on the SEC’s website
at http://www.sec.gov or by contacting Guggenheim
Securities LLC at 330 Madison Avenue, 8th Floor, New
York, NY 10017, Attention: Equity Syndicate Department, by
phone at (212) 518-9544 or e-mail
at GSEquityProspectusDelivery@guggenheimpartners.com, H.C.
Wainwright & Co., LLC, at 430 Park Ave., New York, New York
10022, by telephone at (212) 856-5711, or by email at
placements@hcwco.com, or JonesTrading Institutional Services LLC at
555 Saint Charles Drive, Suite 200, Thousand Oaks, CA 91360,
Attention: Compliance Department, by phone at (844) 566-6587 or
e-mail at syndicate@jonestrading.com.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Rain Therapeutics
Inc.
Rain Therapeutics Inc. is a late-stage precision
oncology company developing therapies that target oncogenic drivers
to genetically select patients it believes will most likely
benefit. This approach includes using a tumor-agnostic strategy to
select patients based on their tumors’ underlying genetics rather
than histology. Rain’s lead product candidate, milademetan, is a
small molecule, oral inhibitor of MDM2-p53 complex that reactivates
p53. In addition to milademetan, Rain is also developing a
preclinical program that is focused on inducing synthetic lethality
in cancer cells by inhibiting RAD52.
Forward-Looking Statements
Statements contained in this press release
regarding matters that are not historical facts are
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements include statements regarding, among other things, Rain’s
expectations regarding the completion of the offering, intended use
of proceeds and the underwriters’ exercise of their overallotment
option to purchase additional shares of common stock. Because such
statements are subject to risks and uncertainties, actual results
may differ materially from those expressed or implied by such
forward-looking statements. Words such as “expect,” “may,” “will,”
“intend” and similar expressions are intended to identify
forward-looking statements. These forward-looking statements are
based upon Rain’s current expectations and involve assumptions that
may never materialize or may prove to be incorrect. Actual results
could differ materially from those anticipated in such
forward-looking statements as a result of various risks and
uncertainties, which include, without limitation, risks and
uncertainties related to market and other conditions and the
satisfaction of customary closing conditions related to the
registered offering, and the other risks described in Rain’s Annual
Report on Form 10-K for the year ended December 31, 2021 and
subsequent filings with the SEC. All forward-looking statements
contained in this press release speak only as of the date on which
they were made and are based on management’s assumptions and
estimates as of such date. Rain undertakes no obligation to update
such statements to reflect events that occur or circumstances that
exist after the date on which they were made, except as required by
law.
Investor Contact:Bob
YedidLifeSci Advisors646-597-6989
Media Contact:Jordyn
TemperatoLifeSci Communicationsjtemperato@lifescicomms.com
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